Credit Commitments. (a) Subject to the terms and conditions hereof, each Lender severally agrees (i) to make a Term Loan in Dollars to CCSC on the Effective Date in a principal amount not exceeding its Term Commitment and (ii) to make Tranche A Revolving Loans in Dollars or one or more Alternative Committed Currencies to any of CCSC or any Subsidiary Borrower (other than a French Borrower) from time to time during the Revolving Credit Commitment Period. Subject to the terms and conditions hereof, each Tranche B Revolving Lender severally agrees to make Tranche B Revolving Loans in Dollars or one or more Alternative Committed Currencies to any French Borrower from time to time during the Revolving Credit Commitment Period. All Loans outstanding under the Original Credit Agreement on the Effective Date shall be deemed to constitute Tranche A Revolving Loans hereunder. Amounts repaid in respect of Term Loans may not be reborrowed. During the Revolving Credit Commitment Period each Borrower may use the Revolving Credit Commitments by borrowing, prepaying the Revolving Loans in whole or in part, and reborrowing, all in accordance with the terms and conditions hereof. Notwithstanding anything to the contrary contained in this Agreement, in no event may Revolving Loans be borrowed under this Article II if, after giving effect thereto (and to any concurrent repayment or prepayment of Loans), (i) the Aggregate Tranche A Revolving Credit Exposure would exceed the Total Tranche A Revolving Credit Commitment then in effect, (ii) the Aggregate Tranche B Revolving Credit Exposure would exceed the Total Tranche B Revolving Credit Commitment then in effect, (iii) the Tranche A Revolving Credit Exposure of any Tranche A Revolving Lender would exceed such Tranche A Revolving Lender’s Tranche A Revolving Credit Commitment, (iv) the Tranche B Revolving Credit Exposure of any Tranche B Revolving Lender would exceed such Tranche B Revolving Lender’s Tranche B Revolving Credit Commitment, (v) the Assigned Dollar Value of all outstanding Alternative Committed Currency Loans denominated in Euros would exceed $1,500,000,000, (vi) the Assigned Dollar Value of all outstanding Alternative Committed Currency Loans denominated in British Pounds Sterling would exceed $1,000,000,000 or (vii) the Assigned Dollar Value of all outstanding Alternative Committed Currency Loans would exceed $1,500,000,000. (b) The Revolving Loans and Term Loans may from time to time be (i) Eurocurrency Loans denominated in Dollars or (in the case of Revolving Loans) an Alternative Committed Currency, (ii) ABR Loans denominated in Dollars or (iii) a combination thereof, as determined by the relevant Borrower and notified to the Administrative Agent in accordance with Sections 2.02 and 2.03; provided that no such Loan shall be made as or converted to a Eurocurrency Loan after the day that is one month prior to the Revolving Credit Maturity Date or the Term Loan Maturity Date, as applicable. (c) Each Loan (other than a Swingline Loan) shall be made as part of a Borrowing consisting of Loans of the same Class and Type made by the Lenders ratably in accordance with their respective Commitments of the applicable Class. The failure of any Lender to make any Loan required to be made by it shall not relieve any other Lender of its obligations hereunder; provided that the Commitments of the Lenders are several and no Lender shall be responsible for any other Lender’s failure to make Loans as required. (d) A Eurocurrency Loan may have an Interest Period of 1, 2 or 3 weeks (a “Weekly Eurocurrency Loan”); provided that, except with respect to any Loans made on the Effective Date, CCSC shall certify to the Administrative Agent that CCSC reasonably believes that such Loan, which is converted or continued pursuant to Section 2.03, or made pursuant to a Borrowing Request, will be repaid in full pursuant to Section 2.05 on or before the end of such Interest Period in connection with (i) a refinancing of the outstanding balance of such Loan other than pursuant to this Agreement or (ii) the sale of equity securities of CCSC, the proceeds of which will be used to repay the Loan pursuant to Section 2.05.
Appears in 2 contracts
Samples: Credit Agreement (Crown Cork & Seal Co Inc), Credit Agreement (Crown Cork & Seal Co Inc)
Credit Commitments. (a) Subject to the terms and conditions hereof, (i) each Term Lender severally agrees (i) to make a Term Loan term loan in Dollars to CCSC Borrower on the Effective Closing Date in a principal amount not exceeding equal to its Term Commitment and Commitment, (ii) each Revolving Lender severally agrees to make Tranche A Revolving Loans revolving loans in Dollars or one or more Alternative Committed Currencies to any of CCSC or any Subsidiary Borrower (other than a French Borrower) , from time to time during the Revolving Credit Commitment Period. Subject to the terms Period and conditions hereof, (iii) each Tranche B Revolving LC Facility Lender severally agrees to make Tranche B Revolving Loans in Dollars or one or more Alternative Committed Currencies to any French Borrower from time to time during the Revolving Credit Commitment Period. All Loans outstanding under the Original Credit Agreement an LC Facility Deposit on the Effective Closing Date shall be deemed to constitute Tranche A Revolving Loans hereunderin the amount set forth opposite such LC Facility Lender’s name on Schedule 2.01. Amounts repaid in respect of Term Loans may not be reborrowed. During the Revolving Credit Commitment Period each Period, Borrower may use the Revolving Credit Commitments by borrowing, prepaying the Revolving Loans in whole or in part, and reborrowing, all in accordance with the terms and conditions hereof. Notwithstanding anything to the contrary contained in this Agreement, in no event may Revolving Loans be borrowed under this Article II if, after giving effect thereto (and to any concurrent repayment or prepayment of Loans), (i) the Aggregate Tranche A Revolving Credit Exposure would exceed the Total Tranche A Revolving Credit Commitment then in effect, effect or (ii) the Aggregate Tranche B Revolving Credit Exposure would exceed the Total Tranche B Revolving Credit Commitment then in effect, (iii) the Tranche A Revolving Credit Exposure of any Tranche A Revolving Lender would exceed such Tranche A Revolving Lender’s Tranche A Revolving Credit Commitment, (iv) the Tranche B Revolving Credit Exposure of any Tranche B Revolving Lender would exceed such Tranche B Revolving Lender’s Tranche B Revolving Credit Commitment, (v) the Assigned Dollar Value of all outstanding Alternative Committed Currency Loans denominated in Euros would exceed $1,500,000,000, (vi) the Assigned Dollar Value of all outstanding Alternative Committed Currency Loans denominated in British Pounds Sterling would exceed $1,000,000,000 or (vii) the Assigned Dollar Value of all outstanding Alternative Committed Currency Loans would exceed $1,500,000,000.
(b) The Revolving Loans and Term Loans may from time to time be (i) Eurocurrency Loans denominated in Dollars or (in the case of Revolving Eurodollar Loans) an Alternative Committed Currency, (ii) ABR Loans denominated in Dollars or (iii) a combination thereof, as determined by the relevant Borrower and notified to the Administrative Agent in accordance with Sections 2.02 and 2.03; provided that no such Loan shall be made as or converted to a Eurocurrency Loan after the day that is one month prior to the Revolving Credit Maturity Date or the Term Loan Maturity Date, as applicable.
(c) Each Loan (other than a Swingline Loan) shall be made as part of a Borrowing consisting of Loans of the same Class and Type made by the Lenders ratably in accordance with their respective Commitments of the applicable Class. The failure of any Lender to make any Loan required to be made by it shall not relieve any other Lender of its obligations hereunder; provided that the Commitments of the Lenders are several and no Lender shall be responsible for any other Lender’s failure to make Loans as required.
(d) A Eurocurrency Loan may have an Interest Period of 1, 2 or 3 weeks (a “Weekly Eurocurrency Loan”); provided that, except with respect to any Loans made on the Effective Date, CCSC shall certify to the Administrative Agent that CCSC reasonably believes that such Loan, which is converted or continued pursuant to Section 2.03, or made pursuant to a Borrowing Request, will be repaid in full pursuant to Section 2.05 on or before the end of such Interest Period in connection with (i) a refinancing of the outstanding balance of such Loan other than pursuant to this Agreement or (ii) the sale of equity securities of CCSC, the proceeds of which will be used to repay the Loan pursuant to Section 2.05.
Appears in 2 contracts
Samples: Credit Agreement (Rural Metro Corp /De/), Credit Agreement (Rural Metro Corp /De/)
Credit Commitments. (a) Subject to the terms and conditions hereof, (i) each Term Lender severally agrees (i) to make a Term Loan in Dollars to CCSC the Borrower on the Effective Date in a principal amount not exceeding its Term Commitment and (ii) to make Tranche A Revolving Loans in Dollars or one or more Alternative Committed Currencies to any of CCSC or any Subsidiary Borrower (other than a French Borrower) from time to time during the Revolving Credit Commitment Period. Subject to the terms and conditions hereof, each Tranche B Revolving Lender severally agrees to make Tranche B Revolving Loans in Dollars or one or more Alternative Committed Currencies to any French the Borrower from time to time during the Revolving Credit Commitment Period. All Loans outstanding under the Original Credit Agreement on the Effective Date shall be deemed to constitute Tranche A Revolving Loans hereunder. Amounts repaid or prepaid in respect of the Term Loans may not be reborrowed. During the Revolving Credit Commitment Period each the Borrower may use the Revolving Credit Commitments by borrowing, prepaying the Revolving Loans in whole or in part, and reborrowing, all in accordance with the terms and conditions hereof. Notwithstanding anything to the contrary contained in this Agreement, in no event may Revolving Loans be borrowed under this Article II if, after giving effect thereto (and to any concurrent repayment or prepayment of Loans), (i) the Aggregate Tranche A Revolving Credit Exposure would exceed the Total Tranche A Revolving Credit Commitment then in effect, effect or (ii) the Aggregate Tranche B Revolving Credit Exposure would exceed the Total Tranche B Revolving Credit Commitment then in effect, (iii) the Tranche A Revolving Credit Exposure of any Tranche A Revolving Lender would exceed such Tranche A Revolving Lender’s Tranche A Revolving Credit Commitment, (iv) the Tranche B Revolving Credit Exposure of any Tranche B Revolving Lender would exceed such Tranche B Revolving Lender’s Tranche B Revolving Credit Commitment, (v) the Assigned Dollar Value of all outstanding Alternative Committed Currency Loans denominated in Euros would exceed $1,500,000,000, (vi) the Assigned Dollar Value of all outstanding Alternative Committed Currency Loans denominated in British Pounds Sterling would exceed $1,000,000,000 or (vii) the Assigned Dollar Value of all outstanding Alternative Committed Currency Loans would exceed $1,500,000,000.
(b) The Revolving Loans and the Term Loans may from time to time be (i) Eurocurrency Loans denominated in Dollars or (in the case of Revolving Eurodollar Loans) an Alternative Committed Currency, (ii) ABR Loans denominated in Dollars or (iii) a combination thereof, as determined by the relevant Borrower and notified to the Administrative Agent in accordance with Sections 2.02 and 2.03; provided that no such Loan shall be made as or converted to a Eurocurrency Loan after the day that is one month prior to the Revolving Credit Maturity Date or the Term Loan Maturity Date, as applicable.
(c) Each Loan (other than a Swingline Loan) shall be made as part of a Borrowing consisting of Loans of the same Class and Type made by the Lenders ratably in accordance with their respective Commitments of the applicable Class. The failure of any Lender to make any Loan required to be made by it shall not relieve any other Lender of its obligations hereunder; provided that the Commitments of the Lenders are several and no Lender shall be responsible for any other Lender’s failure to make Loans as required.
(d) A Eurocurrency Loan may have an Interest Period of 1, 2 or 3 weeks (a “Weekly Eurocurrency Loan”); provided that, except with respect to any Loans made on the Effective Date, CCSC shall certify to the Administrative Agent that CCSC reasonably believes that such Loan, which is converted or continued pursuant to Section 2.03, or made pursuant to a Borrowing Request, will be repaid in full pursuant to Section 2.05 on or before the end of such Interest Period in connection with (i) a refinancing of the outstanding balance of such Loan other than pursuant to this Agreement or (ii) the sale of equity securities of CCSC, the proceeds of which will be used to repay the Loan pursuant to Section 2.05.
Appears in 2 contracts
Samples: Credit Agreement (Polymer Group Inc), Credit Agreement (Polymer Group Inc)
Credit Commitments. (a) Subject to the terms and conditions hereof, (i) each Term Lender severally agrees (i) to make a Term Loan in Dollars to CCSC Borrower and the Additional Borrower on the Effective Closing Date in a principal amount not exceeding its Term Commitment as requested by Borrower or the Additional Borrower, as applicable and (ii) to make Tranche A Revolving Loans in Dollars or one or more Alternative Committed Currencies to any of CCSC or any Subsidiary Borrower (other than a French Borrower) from time to time during the Revolving Credit Commitment Period. Subject to the terms and conditions hereof, each Tranche B Revolving Lender severally agrees to make Tranche B Revolving Loans in Dollars or one or more Alternative Committed Currencies to any French Borrower from time to time during the Revolving Credit Commitment Period. All Loans outstanding under the Original Credit Agreement on the Effective Date shall be deemed to constitute Tranche A Revolving Loans hereunder. Amounts repaid or prepaid in respect of Term Loans may not be reborrowed. During the Revolving Credit Commitment Period each Period, Borrower may use the Revolving Credit Commitments by borrowing, prepaying the Revolving Loans in whole or in part, and reborrowing, all in accordance with the terms and conditions hereof. Notwithstanding anything to the contrary contained in this Agreement, (x) Borrower may not borrow Revolving Loans on the Closing Date and (y) in no event may Revolving Loans be borrowed under this Article II if, after giving effect thereto (and to any concurrent repayment or prepayment of Loans), (i) the Aggregate Tranche A Revolving Credit Exposure would exceed the Total Tranche A Revolving Credit Commitment then in effect, effect or (ii) the Aggregate Tranche B Revolving Credit Exposure would exceed the Total Tranche B Revolving Credit Commitment then in effect, (iii) the Tranche A Revolving Credit Exposure of any Tranche A Revolving Lender would exceed such Tranche A Revolving Lender’s Tranche A Revolving Credit Commitment, (iv) the Tranche B Revolving Credit Exposure of any Tranche B Revolving Lender would exceed such Tranche B Revolving Lender’s Tranche B Revolving Credit Commitment, (v) the Assigned Dollar Value of all outstanding Alternative Committed Currency Loans denominated in Euros would exceed $1,500,000,000, (vi) the Assigned Dollar Value of all outstanding Alternative Committed Currency Loans denominated in British Pounds Sterling would exceed $1,000,000,000 or (vii) the Assigned Dollar Value of all outstanding Alternative Committed Currency Loans would exceed $1,500,000,000.
(b) The Revolving Loans and Term Loans may from time to time be (i) Eurocurrency Loans denominated in Dollars or (in the case of Revolving Eurodollar Loans) an Alternative Committed Currency, (ii) ABR Loans denominated in Dollars or (iii) a combination thereof, as determined by the relevant applicable Borrower and notified to the Administrative Agent in accordance with Sections 2.02 and 2.03; provided that no such Loan shall be made as or converted to a Eurocurrency Loan after the day that is one month prior to the Revolving Credit Maturity Date or the Term Loan Maturity Date, as applicable.
(c) Each Loan (other than a Swingline Loan) shall be made as part of a Borrowing consisting of Loans of the same Class and Type made by the Lenders ratably in accordance with their respective Commitments of the applicable Class. The failure of any Lender to make any Loan required to be made by it shall not relieve any other Lender of its obligations hereunder; provided that the Commitments of the Lenders are several and no Lender shall be responsible for any other Lender’s failure to make Loans as required.
(d) A Eurocurrency Loan may have an Interest Period of 1, 2 or 3 weeks (a “Weekly Eurocurrency Loan”); provided that, except with respect to any Loans made on the Effective Date, CCSC shall certify to the Administrative Agent that CCSC reasonably believes that such Loan, which is converted or continued pursuant to Section 2.03, or made pursuant to a Borrowing Request, will be repaid in full pursuant to Section 2.05 on or before the end of such Interest Period in connection with (i) a refinancing of the outstanding balance of such Loan other than pursuant to this Agreement or (ii) the sale of equity securities of CCSC, the proceeds of which will be used to repay the Loan pursuant to Section 2.05.
Appears in 2 contracts
Samples: First Lien Credit Agreement (Emdeon Inc.), First Lien Credit Agreement (Emdeon Inc.)
Credit Commitments. (a) Subject to the terms and conditions hereof, each Revolving Credit Lender severally agrees (i) to make a Term Loan in Dollars the extent of its Revolving Credit Commitment to CCSC on the Effective Date in a principal amount not exceeding its Term Commitment extend credit to Borrower at any time and (ii) to make Tranche A Revolving Loans in Dollars or one or more Alternative Committed Currencies to any of CCSC or any Subsidiary Borrower (other than a French Borrower) from time to time on any Borrow- ing Date during the Revolving Credit Commitment Period. Subject to Period (i) by purchasing an L/C Participating Interest in each Letter of Credit issued by the terms Issuing Lender and conditions hereof, each Tranche B Revolving Lender severally agrees to make Tranche B Revolving Loans (ii) by making loans in Dollars or one or more Alternative Committed Currencies (individually, a "Revolving Credit Loan", and collectively, the "Revolving Credit Loans") to any French Borrower from time to time during time. Notwithstanding the above, in no event shall any Revolving Credit Loans be made, or Letter of Credit be issued, if the aggregate amount of the Revolving Credit Loans to be made or Letter of Credit to be issued would, after giving effect to the use of proceeds, if any, thereof, exceed the aggregate Available Revolving Credit Commitments nor shall any Letter of Credit be issued if after giving effect thereto the sum of the undrawn amount of all outstanding Letters of Credit and the amount of all L/C Obligations would exceed $30,000,000.
(b) During the Revolving Credit Commitment Period. All Loans outstanding under the Original Credit Agreement on the Effective Date shall be deemed to constitute Tranche A Revolving Loans hereunder. Amounts repaid in respect of Term Loans may not be reborrowed. During the Revolving Credit Commitment Period each , Borrower may use the Revolving Credit Commitments by borrowing, prepaying the Revolving Credit Loans in whole or in part, and reborrowing, all in accordance with the terms and conditions hereof. Notwithstanding anything to , and/or by having the contrary contained in this AgreementIssuing Lender issue Letters of Credit, in no event may Revolving Loans be borrowed under this Article II ifhaving such Letters of Credit expire undrawn upon or if drawn upon, after giving effect thereto (reimbursing the Issuing Lender for such drawing, and to any concurrent repayment or prepayment having the Issuing Lender issue new Letters of Loans), (i) the Aggregate Tranche A Revolving Credit Exposure would exceed the Total Tranche A Revolving Credit Commitment then in effect, (ii) the Aggregate Tranche B Revolving Credit Exposure would exceed the Total Tranche B Revolving Credit Commitment then in effect, (iii) the Tranche A Revolving Credit Exposure of any Tranche A Revolving Lender would exceed such Tranche A Revolving Lender’s Tranche A Revolving Credit Commitment, (iv) the Tranche B Revolving Credit Exposure of any Tranche B Revolving Lender would exceed such Tranche B Revolving Lender’s Tranche B Revolving Credit Commitment, (v) the Assigned Dollar Value of all outstanding Alternative Committed Currency Loans denominated in Euros would exceed $1,500,000,000, (vi) the Assigned Dollar Value of all outstanding Alternative Committed Currency Loans denominated in British Pounds Sterling would exceed $1,000,000,000 or (vii) the Assigned Dollar Value of all outstanding Alternative Committed Currency Loans would exceed $1,500,000,000.
(b) The Revolving Loans and Term Loans may from time to time be (i) Eurocurrency Loans denominated in Dollars or (in the case of Revolving Loans) an Alternative Committed Currency, (ii) ABR Loans denominated in Dollars or (iii) a combination thereof, as determined by the relevant Borrower and notified to the Administrative Agent in accordance with Sections 2.02 and 2.03; provided that no such Loan shall be made as or converted to a Eurocurrency Loan after the day that is one month prior to the Revolving Credit Maturity Date or the Term Loan Maturity Date, as applicableCredit.
(c) Each Loan (other than a Swingline Loan) borrowing of Revolving Credit Loans pursuant to the Revolving Credit Commitments shall be made as part of a Borrowing consisting of Loans in an aggregate principal amount of the same Class and Type made by the Lenders ratably in accordance with their respective Commitments lesser of the applicable Class. The failure of any Lender to make any Loan required to be made by it shall not relieve any other Lender of its obligations hereunder; provided that the Commitments of the Lenders are several and no Lender shall be responsible for any other Lender’s failure to make Loans as required.
(d) A Eurocurrency Loan may have an Interest Period of 1, 2 or 3 weeks (a “Weekly Eurocurrency Loan”); provided that, except with respect to any Loans made on the Effective Date, CCSC shall certify to the Administrative Agent that CCSC reasonably believes that such Loan, which is converted or continued pursuant to Section 2.03, or made pursuant to a Borrowing Request, will be repaid in full pursuant to Section 2.05 on or before the end of such Interest Period in connection with (i) $3,000,000 or a refinancing whole multiple of $1,000,000 in excess thereof in the outstanding balance case of such Loan other than pursuant to this Agreement Alternate Base Rate Loans, and $3,000,000 or a whole multiple of $1,000,000 in excess thereof, in the case of Eurodollar Loans, and (ii) the sale Available Revolving Credit Commitments, except that any borrowing of equity securities of CCSC, the proceeds of which will Revolving Credit Loans to be used solely to repay pay a like amount of Swing Line Loans may be in the Loan pursuant to Section 2.05aggregate principal amount of such Swing Line Loans.
Appears in 1 contract
Credit Commitments. (a) Subject to the terms and conditions hereof, (i) each Term B Lender severally agrees (i) to make a Term B Loan in Dollars to CCSC the Borrower on the Effective Date in a principal amount not exceeding its Term Commitment and B Commitment, (ii) each Revolving Lender severally agrees to make Tranche A Revolving Dollar Loans in Dollars or one or more Alternative Committed Currencies to any of CCSC or any Subsidiary the Borrower (other than a French Borrower) from time to time during the Revolving Credit Commitment Period. Subject to the terms Period and conditions hereof, (iii) each Tranche B Revolving Foreign Currency Lender severally agrees to make Tranche B Revolving Foreign Currency Loans in Dollars or one or more Alternative Committed Currencies to any French the Borrower from time to time during the Revolving Credit Commitment Period. All Loans outstanding under the Original Credit Agreement on the Effective Date shall be deemed to constitute Tranche A Revolving Loans hereunder. Amounts repaid or prepaid in respect of Term B Loans may not be reborrowed. During the Revolving Credit Commitment Period each the Borrower may use the Revolving Credit Commitments by borrowing, prepaying the Revolving Dollar Loans or Foreign Currency Loans in whole or in part, and reborrowing, all in accordance with the terms and conditions hereof. Notwithstanding anything to the contrary contained in this Agreement, in no event may (A) Revolving Dollar Loans or Foreign Currency Loans be borrowed under this Article II if, after giving effect thereto (and to any concurrent repayment or prepayment of Loans), (i) the Aggregate Tranche A Revolving Credit Exposure would exceed the Total Tranche A Revolving Credit Commitment then in effect, effect or (ii) the Aggregate Tranche B Revolving Credit Exposure would exceed the Total Tranche B Revolving Credit Commitment then in effect, (iii) the Tranche A Revolving Credit Exposure of any Tranche A Revolving Lender would exceed such Tranche A Revolving Lender’s Tranche A 's Revolving Credit CommitmentCommitment and (B) Foreign Currency Loans be borrowed under this Article II if, after giving effect thereto (and to any concurrent repayment or prepayment of Foreign Currency Loans), (ivi) the Tranche B Revolving Credit Aggregate Foreign Currency Exposure would exceed the Maximum Foreign Currency Sublimit or (ii) the Foreign Currency Exposure of any Tranche B Revolving Foreign Currency Lender would exceed such Tranche B Revolving Lender’s Tranche B Revolving Credit Commitment, (v) the Assigned Dollar Value of all outstanding Alternative Committed its Foreign Currency Loans denominated in Euros would exceed $1,500,000,000, (vi) the Assigned Dollar Value of all outstanding Alternative Committed Currency Loans denominated in British Pounds Sterling would exceed $1,000,000,000 or (vii) the Assigned Dollar Value of all outstanding Alternative Committed Currency Loans would exceed $1,500,000,000Sublimit.
(b) The Revolving Loans and Term B Loans may from time to time be (i) Eurocurrency Loans denominated in Dollars or (in the case of Revolving Loans) an Alternative Committed Currency, (ii) ABR Loans denominated in Dollars if such Loans are not Foreign Currency Loans or (iii) a combination thereof, as determined by the relevant Borrower and notified to the Administrative Agent in accordance with Sections 2.02 and 2.03; provided that no such Loan shall be made as or converted to a Eurocurrency Loan after the day that is one month prior to the Revolving Credit Maturity Date or the Term B Loan Maturity Date, as applicable.
(c) Each Loan (other than a Swingline Loan or Foreign Currency Loan) shall be made as part of a Borrowing consisting of Loans of the same Class and Type made by the Lenders ratably in accordance with their respective Commitments of the applicable Class. The failure of any Lender to make any Loan required to be made by it shall not relieve any other Lender of its obligations hereunder; provided that the Commitments of the Lenders are several and no Lender shall be responsible for any other Lender’s 's failure to make Loans as required.
(d) A Eurocurrency Loan may have an Interest Period of 1, 2 or 3 weeks (a “Weekly Eurocurrency Loan”); provided that, except with respect to any Loans made on the Effective Date, CCSC shall certify to the Administrative Agent that CCSC reasonably believes that such Loan, which is converted or continued pursuant to Section 2.03, or made pursuant to a Borrowing Request, will be repaid in full pursuant to Section 2.05 on or before the end of such Interest Period in connection with (i) a refinancing of the outstanding balance of such Loan other than pursuant to this Agreement or (ii) the sale of equity securities of CCSC, the proceeds of which will be used to repay the Loan pursuant to Section 2.05.
Appears in 1 contract
Credit Commitments. (a) Subject to the terms and conditions hereof, (i) each First Lien Term Lender severally agrees (i) to make a First Lien Term Loan in Dollars to CCSC the Borrower on the Effective Date in a principal amount not exceeding its First Lien Term Loan Commitment, (ii) each Second Lien Term Lender severally agrees to make a Second Lien Term Loan in Dollars to the Borrower on the Effective Date in a principal amount not exceeding its Second Lien Term Loan Commitment and (iiiii) to make Tranche A Revolving Loans in Dollars or one or more Alternative Committed Currencies to any of CCSC or any Subsidiary Borrower (other than a French Borrower) from time to time during the Revolving Credit Commitment Period. Subject to the terms and conditions hereof, each Tranche B Revolving Lender severally agrees to make Tranche B Revolving Loans in Dollars or one or more Alternative Committed Currencies to any French the Borrower from time to time during the Revolving Credit Commitment Period. All ; PROVIDED that no more than $15.0 million of Revolving Loans outstanding under the Original Credit Agreement may be borrowed on the Effective Date shall be deemed to constitute Tranche A Revolving Loans hereunderDate. Amounts repaid or prepaid in respect of the Term Loans may not be reborrowed. During the Revolving Credit Commitment Period each the Borrower may use the Revolving Credit Commitments by borrowing, prepaying the Revolving Loans in whole or in part, and reborrowing, all in accordance with the terms and conditions hereof. Notwithstanding anything to the contrary contained in this Agreement, in no event may Revolving Loans be borrowed under this Article II if, after giving effect thereto (and to any concurrent repayment or prepayment of Loans), (i) the Aggregate Tranche A Revolving Credit Exposure would exceed the Total Tranche A Revolving Credit Commitment then in effect, effect or (ii) the Aggregate Tranche B Revolving Credit Exposure would exceed the Total Tranche B Revolving Credit Commitment then in effect, (iii) the Tranche A Revolving Credit Exposure of any Tranche A Revolving Lender would exceed such Tranche A Revolving Lender’s Tranche A 's Revolving Credit Commitment, (iv) the Tranche B Revolving Credit Exposure of any Tranche B Revolving Lender would exceed such Tranche B Revolving Lender’s Tranche B Revolving Credit Commitment, (v) the Assigned Dollar Value of all outstanding Alternative Committed Currency Loans denominated in Euros would exceed $1,500,000,000, (vi) the Assigned Dollar Value of all outstanding Alternative Committed Currency Loans denominated in British Pounds Sterling would exceed $1,000,000,000 or (vii) the Assigned Dollar Value of all outstanding Alternative Committed Currency Loans would exceed $1,500,000,000.
(b) The Revolving Loans and the Term Loans may from time to time be (i) Eurocurrency Loans denominated in Dollars or (in the case of Revolving Eurodollar Loans) an Alternative Committed Currency, (ii) ABR Loans denominated in Dollars or (iii) a combination thereof, as determined by the relevant Borrower and notified to the Administrative Agent in accordance with Sections 2.02 and 2.03; provided that no such Loan shall be made as or converted to a Eurocurrency Loan after the day that is one month prior to the Revolving Credit Maturity Date or the Term Loan Maturity Date, as applicable.
(c) Each Loan (other than a Swingline Loan) shall be made as part of a Borrowing consisting of Loans of the same Class, Priority Class and Type made by the Lenders ratably in accordance with their respective Commitments of the applicable Class and Priority Class. The failure of any Lender to make any Loan required to be made by it shall not relieve any other Lender of its obligations hereunder; provided PROVIDED that the Commitments of the Lenders are several and no Lender shall be responsible for any other Lender’s 's failure to make Loans as required.
(d) A Eurocurrency Loan may have an Interest Period of 1, 2 or 3 weeks (a “Weekly Eurocurrency Loan”); provided that, except with respect to any Loans made on the Effective Date, CCSC shall certify to the Administrative Agent that CCSC reasonably believes that such Loan, which is converted or continued pursuant to Section 2.03, or made pursuant to a Borrowing Request, will be repaid in full pursuant to Section 2.05 on or before the end of such Interest Period in connection with (i) a refinancing of the outstanding balance of such Loan other than pursuant to this Agreement or (ii) the sale of equity securities of CCSC, the proceeds of which will be used to repay the Loan pursuant to Section 2.05.
Appears in 1 contract
Samples: Credit Agreement (Polymer Group Inc)
Credit Commitments. (a) Subject to the terms and conditions hereof, :
(i) each Term Lender severally agrees (i) to make a Term Loan in Dollars to CCSC Borrower and/or the Additional Borrower in an amount equal to the portion of such Lender's Term Commitment as requested by Borrower or the Additional Borrower, as applicable, to be made on the Effective Closing Date and in a principal amount accordance with the limitations described in this clause (i). Term Loans shall not exceeding its exceed for any Lender the Term Commitment of such Lender, and (ii) shall not exceed in the aggregate $175,000,000. Any remaining unutilized amount of the Term Commitment shall thereafter cease to make Tranche A Revolving Loans in Dollars or one or more Alternative Committed Currencies to any of CCSC or any Subsidiary Borrower (other than a French Borrower) from time to time during the Revolving Credit Commitment Period. Subject to the terms be available and conditions hereof, each Tranche B Revolving Lender severally agrees to make Tranche B Revolving Loans in Dollars or one or more Alternative Committed Currencies to any French Borrower from time to time during the Revolving Credit Commitment Period. All Loans outstanding under the Original Credit Agreement on the Effective Date shall be deemed to constitute Tranche A Revolving Loans hereunderterminated. Amounts prepaid or repaid in respect of Term Loans may not be reborrowed. During ;
(ii) each Multicurrency Revolving Lender severally agrees to make Multicurrency Revolving Loans in any Approved Currency (provided that not more than an aggregate of $20,000,000 of such Multicurrency Revolving Loans and LC Exposure shall be denominated in an Alternate Currency) to Borrower from time to time during the Multicurrency Revolving Credit Commitment Period each in a principal amount not to exceed its Multicurrency Revolving Credit Commitment. During the Multicurrency Revolving Credit Commitment Period, Borrower may use the Multicurrency Revolving Credit Commitments by borrowing, prepaying the Multicurrency Revolving Loans in whole or in part, and reborrowing, all in accordance with the terms and conditions hereof. Notwithstanding anything to the contrary contained in this Agreement, in no event may Multicurrency Revolving Loans be borrowed from a Multicurrency Revolving Lender under this Article II if, after giving effect thereto (and to any concurrent repayment or prepayment of Loans), (i) the Aggregate Tranche A Multicurrency Revolving Credit Exposure would exceed the Total Tranche A Multicurrency Revolving Credit Commitment then in effect, effect or (ii) the Multicurrency Revolving Credit Exposure of any Multicurrency Revolving Lender would exceed such Multicurrency Revolving Lender's Multicurrency Revolving Credit Commitment; and
(iii) each Dollar Revolving Lender severally agrees to make Dollar Revolving Loans in Dollars to Borrower from time to time during the Dollar Revolving Credit Commitment Period in a principal amount not to exceed its Dollar Revolving Credit Commitment. During the Dollar Revolving Credit Commitment Period, Borrower may use the Dollar Revolving Credit Commitments by borrowing, prepaying the Dollar Revolving Loans in whole or in part, and reborrowing, all in accordance with the terms and conditions hereof. Notwithstanding anything to the contrary contained in this Agreement, in no event may Dollar Revolving Loans be borrowed from a Dollar Revolving Lender under this Article II if, after giving effect thereto (and to any concurrent repayment or prepayment of Loans), (i) the Aggregate Tranche B Dollar Revolving Credit Exposure would exceed the Total Tranche B Dollar Revolving Credit Commitment then in effect, effect or (iiiii) the Tranche A Dollar Revolving Credit Exposure of any Tranche A Dollar Revolving Lender would exceed such Tranche A Dollar Revolving Lender’s Tranche A 's Dollar Revolving Credit Commitment, (iv) the Tranche B Revolving Credit Exposure of any Tranche B Revolving Lender would exceed such Tranche B Revolving Lender’s Tranche B Revolving Credit Commitment, (v) the Assigned Dollar Value of all outstanding Alternative Committed Currency Loans denominated in Euros would exceed $1,500,000,000, (vi) the Assigned Dollar Value of all outstanding Alternative Committed Currency Loans denominated in British Pounds Sterling would exceed $1,000,000,000 or (vii) the Assigned Dollar Value of all outstanding Alternative Committed Currency Loans would exceed $1,500,000,000.
(b) The Revolving Loans and Term Loans may from time to time be (i) Eurocurrency Loans denominated in Dollars or (in the case of Revolving Eurodollar Loans) an Alternative Committed Currency, (ii) ABR Loans denominated in Dollars or (iii) a combination thereof, as determined by the relevant Borrower and notified to the Administrative Agent in accordance with Sections 2.02 and 2.03; provided that no such Loan shall Alternate Currency Revolving Loans may only be made as or converted to a Eurocurrency Loan after the day that is one month prior to the Revolving Credit Maturity Date or the Term Loan Maturity Date, as applicableEurodollar Loans.
(c) Each Loan (other than a Swingline Loan) shall be made as part of a Borrowing consisting of Loans of the same Class and Type made by the Lenders ratably in accordance with their respective Commitments of the applicable Class. The failure of any Lender to make any Loan required to be made by it shall not relieve any other Lender of its obligations hereunder; provided that the Commitments of the Lenders are several and no Lender shall be responsible for any other Lender’s 's failure to make Loans as required.
(d) A Eurocurrency Loan may have an Interest Period of 1, 2 or 3 weeks (a “Weekly Eurocurrency Loan”); provided that, except with respect to any Loans made on the Effective Date, CCSC shall certify to the Administrative Agent that CCSC reasonably believes that such Loan, which is converted or continued pursuant to Section 2.03, or made pursuant to a Borrowing Request, will be repaid in full pursuant to Section 2.05 on or before the end of such Interest Period in connection with (i) a refinancing of the outstanding balance of such Loan other than pursuant to this Agreement or (ii) the sale of equity securities of CCSC, the proceeds of which will be used to repay the Loan pursuant to Section 2.05.
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Credit Commitments. (a) Subject to the terms and conditions hereof, (i) each Term B-1 Lender severally agrees (i) to make a Term B-1 Loan in Dollars to CCSC the Borrower on the Amendment Effective Date in a principal amount not exceeding its Term B-1 Commitment (it being understood that Term B-1 Lenders under the Original Credit Agreement that execute and deliver the Amendment Agreement are converting their Term B Loans under the Original Credit Agreement into Term B-1 Loans hereunder) and (ii) to make Tranche A Revolving Loans in Dollars or one or more Alternative Committed Currencies to any of CCSC or any Subsidiary Borrower (other than a French Borrower) from time to time during the Revolving Credit Commitment Period. Subject to the terms and conditions hereof, each Tranche B Revolving Lender severally agrees to make Tranche B Revolving Loans in Dollars or one or more Alternative Committed Currencies to any French the Borrower from time to time during the Revolving Credit Commitment Period. All Each Extending Term Lender that executes and delivers Amendment No. 3 agrees that they are converting their Term B-1 Loans outstanding under the Original Credit Agreement on the Effective Date shall be deemed to constitute Tranche A Revolving into Term B-2 Loans hereunder. Subject to Section 2.21(a)(ii), on the effective date of the applicable Add-On Term Loan Lender Joinder Agreement, each Add-On Term Loan Lender severally agrees to make its portion of a term loan (the “Add-On Term Loan”) in a single advance to the Borrower in the amount of its respective Add-On Term Loan Commitment as set forth in the Add-On Term Loan Lender Joinder Agreement. Amounts repaid or prepaid in respect of Term B-1 Loans, the Term B-2 Loans or the Add-On Term Loans may not be reborrowed. During the Revolving Credit Commitment Period each the Borrower may use the Revolving Credit Commitments by borrowing, prepaying the Revolving Loans in whole or in part, and reborrowing, all in accordance with the terms and conditions hereof. Notwithstanding anything to the contrary contained in this Agreement, in no event may Revolving Loans be borrowed under this Article II if, after giving effect thereto (and to any concurrent repayment or prepayment of Loans), (i) the Aggregate Tranche A Revolving Credit Exposure would exceed the Total Tranche A Revolving Credit Commitment then in effect, effect or (ii) the Aggregate Tranche B Revolving Credit Exposure would exceed the Total Tranche B Revolving Credit Commitment then in effect, (iii) the Tranche A Revolving Credit Exposure of any Tranche A Revolving Lender would exceed such Tranche A Revolving Lender’s Tranche A Revolving Credit Commitment, (iv) the Tranche B Revolving Credit Exposure of any Tranche B Revolving Lender would exceed such Tranche B Revolving Lender’s Tranche B Revolving Credit Commitment, (v) the Assigned Dollar Value of all outstanding Alternative Committed Currency Loans denominated in Euros would exceed $1,500,000,000, (vi) the Assigned Dollar Value of all outstanding Alternative Committed Currency Loans denominated in British Pounds Sterling would exceed $1,000,000,000 or (vii) the Assigned Dollar Value of all outstanding Alternative Committed Currency Loans would exceed $1,500,000,000.
(b) The Revolving Loans, Term B-1 Loans, Term B-2 Loans and Add-On Term Loans may from time to time be (i) Eurocurrency Loans denominated in Dollars or (in the case of Revolving Eurodollar Loans) an Alternative Committed Currency, (ii) ABR Loans denominated in Dollars or (iii) a combination thereof, as determined by the relevant Borrower and notified to the Administrative Agent in accordance with Sections 2.02 and 2.03; provided that no such Loan shall be made as or converted to a Eurocurrency Loan after the day that is one month prior to the Revolving Credit Maturity Date or the Term Loan Maturity Date, as applicable.
(c) Each Loan (other than a Swingline Loan) shall be made as part of a Borrowing consisting of Loans of the same Class and Type made by the Lenders ratably in accordance with their respective Commitments of the applicable Class. The failure of any Lender to make any Loan required to be made by it shall not relieve any other Lender of its obligations hereunder; provided that the Commitments of the Lenders are several and no Lender shall be responsible for any other Lender’s failure to make Loans as required.
(d) A Eurocurrency Loan may have an Interest Period of 1, 2 or 3 weeks (a “Weekly Eurocurrency Loan”); provided that, except with respect to any Loans made on the Effective Date, CCSC shall certify to the Administrative Agent that CCSC reasonably believes that such Loan, which is converted or continued pursuant to Section 2.03, or made pursuant to a Borrowing Request, will be repaid in full pursuant to Section 2.05 on or before the end of such Interest Period in connection with (i) a refinancing of the outstanding balance of such Loan other than pursuant to this Agreement or (ii) the sale of equity securities of CCSC, the proceeds of which will be used to repay the Loan pursuant to Section 2.05.
Appears in 1 contract
Samples: Credit Agreement (Spirit AeroSystems Holdings, Inc.)
Credit Commitments. (a) Subject to the terms and ------------------- conditions hereof, each Lender severally agrees (i) to make a Term Loan in Dollars to CCSC on the Effective Date in a principal amount not exceeding its Term Commitment and (ii) to make Tranche A Revolving Loans in Dollars French Francs or one or more Alternative Committed Currencies to any of CCSC or any Subsidiary Borrower (other than a French Borrower) from time to time during the Revolving Credit Commitment Period. Subject to the terms and conditions hereof, each Tranche B Revolving Lender severally agrees to make Tranche B Revolving Loans in Dollars or one or more Alternative Committed Currencies to any French Borrower from time to time during the Revolving Credit Commitment Period. All Loans outstanding under the Original Credit Agreement on the Effective Date shall be deemed to constitute Tranche A Revolving Loans hereunder. Amounts repaid in respect of Term Loans may not be reborrowed. During the Revolving Credit Commitment Period each Borrower may use the Revolving Credit Commitments by borrowing, prepaying the Revolving Loans in whole or in part, and reborrowing, all in accordance with the terms and conditions hereof. Notwithstanding anything to the contrary contained in this Agreement, in no event may Revolving Loans be borrowed under this Article II if, after giving effect thereto (and to any concurrent repayment or prepayment of Loans), (i) the Aggregate Tranche A Revolving Credit Exposure would exceed the Total Tranche A Revolving Credit Commitment then in effect. After the Commitment Termination Date, (ii) no additional Revolving Loans will be made to CCSC or any Subsidiary Borrower. All Revolving Loans outstanding at 5:00 p.m. New York City time on the Aggregate Tranche B Revolving Credit Exposure would exceed the Total Tranche B Revolving Credit Commitment then in effect, (iii) the Tranche A Revolving Credit Exposure of any Tranche A Revolving Lender would exceed such Tranche A Revolving Lender’s Tranche A Revolving Credit Commitment, (iv) the Tranche B Revolving Credit Exposure of any Tranche B Revolving Lender would exceed such Tranche B Revolving Lender’s Tranche B Revolving Credit Commitment, (v) the Assigned Dollar Value of all outstanding Alternative Committed Currency Loans denominated in Euros would exceed $1,500,000,000, (vi) the Assigned Dollar Value of all outstanding Alternative Committed Currency Loans denominated in British Pounds Sterling would exceed $1,000,000,000 or (vii) the Assigned Dollar Value of all outstanding Alternative Committed Currency Loans would exceed $1,500,000,000Termination Date shall convert into Term Loans.
(b) The Revolving Loans and Term Loans may from time to time be (i) Eurocurrency Loans denominated in Dollars French Francs or (in the case of Revolving Loans) an Alternative Committed Currency, (ii) ABR Loans denominated in Dollars or (iii) a combination thereof, as determined by the relevant Borrower and notified to the Administrative Agent in accordance with Sections 2.02 and 2.03; , provided that no such Loan shall be made as or converted to a -------- Eurocurrency Loan after the day that is one month prior to the Revolving Credit Maturity Date or the Term Loan Maturity Date, as applicable.
(c) Each Loan (other than a Swingline Loan) shall be made as part of a Borrowing consisting of Loans of the same Class and Type made by the Lenders ratably in accordance with their respective Commitments of the applicable Class. The failure of any Lender to make any Loan required to be made by it shall not relieve any other Lender of its obligations hereunder; provided that the Commitments of the Lenders are several and no Lender shall be responsible for any other Lender’s failure to make Loans as required.
(d) A Eurocurrency Loan may have an Interest Period of 1, 2 2, or 3 weeks (a “"Weekly Eurocurrency Loan”"); provided that, except with respect to any Loans made on the Effective Date, that CCSC shall certify to the ------------------------ -------- Administrative Agent that CCSC reasonably believes that such Loan, which is converted or continued pursuant to Section 2.03, or made pursuant to a Borrowing Request, will be repaid in full pursuant to Section 2.05 2.04 on or before the end of such Interest Period in connection with (i) a refinancing of the outstanding balance of such Loan other than pursuant to this Agreement or Agreement, (ii) the sale of equity securities of CCSC, the proceeds of which will be used to repay the Loan pursuant to Section 2.05.2.04 or (iii) if such Loan was made in connection with CCSC financing the Exchange Offer, the reborrowing of the outstanding balance of such Loan by Crown Developpement SNC, as a Subsidiary Borrower, pursuant to Section 2.01;
Appears in 1 contract
Samples: Revolving Credit and Term Loan Agreement (Crown Cork & Seal Co Inc)
Credit Commitments. (a) Subject to the terms and conditions hereof, each :
(i) Each Term Lender severally agrees (i) to make a loan (a “Term Loan Loan”) in Dollars to CCSC Borrower on the Effective Date in a principal an amount not exceeding its Term Commitment and (ii) to make Tranche A Revolving Loans in Dollars or one or more Alternative Committed Currencies to any of CCSC or any Subsidiary Borrower (other than a French Borrower) from time to time during the Revolving Credit Commitment Period. Subject equal to the terms portion of such Lender’s Term Loan Commitment as requested by Borrower to be made on such date and conditions hereof, each Tranche B Revolving Lender severally agrees to make Tranche B Revolving Loans in Dollars or one or more Alternative Committed Currencies to any French Borrower from time to time during accordance with the Revolving Credit Commitment Period. All Loans outstanding under the Original Credit Agreement on the Effective Date shall be deemed to constitute Tranche A Revolving Loans hereunderlimitations described in this clause (i). Amounts prepaid or repaid in respect of Term Loans may not be reborrowed. During .
(ii) Each Revolving Lender severally agrees to make loans (each a “Revolving Loan”) to Borrower, at any time and from time to time on or after the Effective Date until the earlier of the Business Day preceding the Revolving Credit Maturity Date and the termination of the Revolving Credit Commitment Period each of such Revolving Lender in accordance with the terms hereof, in an aggregate principal amount at any time outstanding that will not result in such Lender’s Revolving Credit Exposure exceeding such Lender’s Revolving Credit Commitment. During the applicable Revolving Credit Commitment Period, Borrower may use the Revolving Credit Commitments by borrowing, prepaying the such Revolving Loans in whole or in part, and reborrowing, all in accordance with the terms and conditions hereofhereof and on a pro rata basis among all Classes of Revolving Loans as set forth in Section 2.02(a). Notwithstanding anything to the contrary contained in this Agreement, in no event may Revolving Loans be borrowed under this Article II if, after giving effect thereto (and to any concurrent repayment or prepayment of Loans), (i) the Aggregate Tranche A Total Revolving Credit Exposure would exceed the Total Tranche A Revolving Credit Commitment then in effect, (ii) the Aggregate Tranche B Revolving Credit Exposure would exceed the Total Tranche B Revolving Credit Commitment then in effect, (iii) the Tranche A Revolving Credit Exposure of any Tranche A Revolving Lender would exceed such Tranche A Revolving Lender’s Tranche A Revolving Credit Commitment, Commitment or (iviii) the Tranche B Revolving Credit Exposure of any Tranche B Revolving Lender with respect to any particular Class of Revolving Loans would exceed such Tranche B Revolving Lender’s Tranche B Revolving Credit Commitment, (v) the Assigned Dollar Value of all outstanding Alternative Committed Currency Loans denominated in Euros would exceed $1,500,000,000, (vi) the Assigned Dollar Value of all outstanding Alternative Committed Currency Loans denominated in British Pounds Sterling would exceed $1,000,000,000 or (vii) the Assigned Dollar Value of all outstanding Alternative Committed Currency Loans would exceed $1,500,000,000Commitment with respect to such Class.
(b) The Revolving Loans and Term Loans may from time to time be (i) Eurocurrency Loans denominated in Dollars or (in the case of Revolving Eurodollar Loans) an Alternative Committed Currency, (ii) ABR Loans denominated in Dollars or (iii) a combination thereof, as determined by the relevant Borrower and notified to the Administrative Agent in accordance with Sections 2.02 and 2.03; provided that no such Loan shall be made as or converted to a Eurocurrency Loan after the day that is one month prior to the Revolving Credit Maturity Date or the Term Loan Maturity Date, as applicable.
(c) Each Loan (other than a Swingline Loan) shall be made as part of a Borrowing consisting of Loans of the same Class and Type made by the Lenders ratably in accordance with their respective Commitments of the applicable Class. The failure of any Lender to make any Loan required to be made by it shall not relieve any other Lender of its obligations hereunder; provided that the Commitments of the Lenders are several and no Lender shall be responsible for any other Lender’s failure to make Loans as required.
(d) A Eurocurrency Loan may have an Interest Period of 1, 2 or 3 weeks (a “Weekly Eurocurrency Loan”); provided that, except with respect to any Loans made on the Effective Date, CCSC shall certify to the Administrative Agent that CCSC reasonably believes that such Loan, which is converted or continued pursuant to Section 2.03, or made pursuant to a Borrowing Request, will be repaid in full pursuant to Section 2.05 on or before the end of such Interest Period in connection with (i) a refinancing of the outstanding balance of such Loan other than pursuant to this Agreement or (ii) the sale of equity securities of CCSC, the proceeds of which will be used to repay the Loan pursuant to Section 2.05.
Appears in 1 contract
Credit Commitments. (a) Subject to the terms and conditions ------------------- hereof, each Lender severally agrees (i) to make a Term Loan in Dollars to CCSC on the Effective Date in a principal amount not exceeding its Term Commitment and (ii) to make Tranche A Revolving Loans in Dollars or one or more Alternative Committed Currencies to any of CCSC or any Subsidiary Borrower (other than a French Borrower) from time to time during the Revolving Credit Commitment Period. Subject to the terms and conditions hereof, each Tranche B Revolving Lender severally agrees to make Tranche B Revolving Loans in Dollars or one or more Alternative Committed Currencies to any French Borrower from time to time during the Revolving Credit Commitment Period. All Loans outstanding under the Original Credit Agreement on the Effective Date shall be deemed to constitute Tranche A Revolving Loans hereunder. Amounts repaid in respect of Term Loans may not be reborrowed. During the Revolving Credit Commitment Period each Borrower may use the Revolving Credit Commitments by borrowing, prepaying the Revolving Loans in whole or in part, and reborrowing, all in accordance with the terms and conditions hereof. Notwithstanding anything to the contrary contained in this Agreement, in no event may Revolving Loans be borrowed under this Article II if, after giving effect thereto (and to any concurrent repayment or prepayment of Loans), (i) the Aggregate Tranche A Revolving Credit Exposure would exceed the Total Tranche A Revolving Credit Commitment then in effect, (ii) the Aggregate Tranche B Revolving Credit Exposure would exceed the Total Tranche B Revolving Credit Commitment then in effect, (iii) the Tranche A Revolving Credit Exposure of any Tranche A Revolving Lender would exceed such Tranche A Revolving Lender’s 's Tranche A Revolving Credit Commitment, (iv) the Tranche B Revolving Credit Exposure of any Tranche B Revolving Lender would exceed such Tranche B Revolving Lender’s 's Tranche B Revolving Credit Commitment, (v) the Assigned Dollar Value of all outstanding Alternative Committed Currency Loans denominated in Euros would exceed $1,500,000,000, (vi) the Assigned Dollar Value of all outstanding Alternative Committed Currency Loans denominated in British Pounds Sterling would exceed $1,000,000,000 or (vii) the Assigned Dollar Value of all outstanding Alternative Committed Currency Loans would exceed $1,500,000,000.
(b) The Revolving Loans and Term Loans may from time to time be (i) Eurocurrency Loans denominated in Dollars or (in the case of Revolving Loans) an Alternative Committed Currency, (ii) ABR Loans denominated in Dollars or (iii) a combination thereof, as determined by the relevant Borrower and notified to the Administrative Agent in accordance with Sections 2.02 and 2.03; provided that no such Loan shall be made as or -------- converted to a Eurocurrency Loan after the day that is one month prior to the Revolving Credit Maturity Date or the Term Loan Maturity Date, as applicable.
(c) Each Loan (other than a Swingline Loan) shall be made as part of a Borrowing consisting of Loans of the same Class and Type made by the Lenders ratably in accordance with their respective Commitments of the applicable Class. The failure of any Lender to make any Loan required to be made by it shall not relieve any other Lender of its obligations hereunder; provided that the Commitments of the Lenders are several and no Lender shall be responsible for any other Lender’s 's failure to make Loans as required.
(d) A Eurocurrency Loan may have an Interest Period of 1, 2 or 3 weeks (a “"Weekly Eurocurrency Loan”"); provided that, except with respect to any ------------------------- -------- Loans made on the Effective Date, CCSC shall certify to the Administrative Agent that CCSC reasonably believes that such Loan, which is converted or continued pursuant to Section 2.03, or made pursuant to a Borrowing Request, will be repaid in full pursuant to Section 2.05 on or before the end of such Interest Period in connection with (i) a refinancing of the outstanding balance of such Loan other than pursuant to this Agreement or (ii) the sale of equity securities of CCSC, the proceeds of which will be used to repay the Loan pursuant to Section 2.05.
Appears in 1 contract
Credit Commitments. (a) Subject to the terms and conditions hereof, each Lender severally agrees (i) to make a Term Loan in Dollars to CCSC on the Effective Date in a principal amount not exceeding its Term Commitment and (ii) to make Tranche A Revolving Loans in Dollars or one or more Alternative Committed Currencies to any of CCSC or any Subsidiary Borrower (other than a French Borrower) from time to time during the Revolving Credit Commitment Period. Subject to the terms and conditions hereof, each Tranche B Revolving Lender severally agrees to make Tranche B Revolving Loans in Dollars or one or more Alternative Committed Currencies to any French Borrower from time to time during the Revolving Credit Commitment Period. All Loans outstanding under the Original Credit Agreement on the Effective Date shall be deemed to constitute Tranche A Revolving Loans hereunder. Amounts repaid in respect of Term Loans may not be reborrowed. During the Revolving Credit Commitment Period each Borrower may use the Revolving Credit Commitments by borrowing, prepaying the Revolving Loans in whole or in part, and reborrowing, all in accordance with the terms and conditions hereof. Notwithstanding anything to the contrary contained in this Agreement, in no event may Revolving Loans be borrowed under this Article II if, after giving effect thereto (and to any concurrent repayment or prepayment of Loans), (i) the sum of the Aggregate Tranche A Revolving Credit Exposure and the aggregate Competitive Loan Exposure would exceed the Total Tranche A Revolving Credit Commitment then in effect, (ii) the Aggregate Tranche B Revolving Credit Exposure would exceed the Total Tranche B Revolving Credit Commitment then in effect, (iii) the Tranche A Revolving Credit Exposure of any Tranche A Revolving Lender would exceed such Tranche A Revolving Lender’s Tranche A 's Revolving Credit Commitment, (iv) the Tranche B Revolving Credit Exposure of any Tranche B Revolving Lender would exceed such Tranche B Revolving Lender’s Tranche B Revolving Credit Commitment, (viii) the Assigned Dollar Value of all outstanding Alternative Committed Currency Loans denominated in Euros French Francs would exceed $1,500,000,0001,000,000,000, (viiv) the Assigned Dollar Value of all outstanding Alternative Committed Currency Loans denominated in Deutschemarks would exceed $500,000,000, (v) the Assigned Dollar Value of all outstanding Alternative Committed Currency Loans denominated in British Pounds Sterling would exceed $1,000,000,000 or (viivi) the Assigned Dollar Value of all outstanding Alternative Committed Currency Loans would exceed $1,500,000,000.
(b) The Revolving Loans and Term Loans may from time to time be (i) Eurocurrency Loans denominated in Dollars or (in the case of Revolving Loans) an Alternative Committed Currency, (ii) ABR Loans denominated in Dollars or (iii) a combination thereof, as determined by the relevant Borrower and notified to the Administrative Agent in accordance with Sections 2.02 and 2.03; provided that no such Revolving Loan shall be made as or converted to a Eurocurrency Loan after the day that is one month prior to the Revolving Credit Maturity Date or the Term Loan Maturity Date, as applicable.
(c) Each Loan (other than a Swingline Loan) shall be made as part of a Borrowing consisting of Loans of the same Class and Type made by the Lenders ratably in accordance with their respective Commitments of the applicable Class. The failure of any Lender to make any Loan required to be made by it shall not relieve any other Lender of its obligations hereunder; provided that the Commitments of the Lenders are several and no Lender shall be responsible for any other Lender’s failure to make Loans as required.
(d) A Eurocurrency Revolving Loan may have an Interest interest Period of 1, 2 or 3 weeks (a “"Weekly Eurocurrency Loan”"); provided that, except with respect to any Loans made on the Effective Closing Date, CCSC shall certify to the Administrative Agent that CCSC reasonably believes that such Loan, which is converted or continued pursuant to Section 2.03, or made pursuant to a Borrowing Request, will be repaid in full pursuant to Section 2.05 on or before the end of such Interest Period in connection with (i) a refinancing of the outstanding balance of such Loan other than pursuant to this Agreement or (ii) the sale of equity securities of CCSC, the proceeds of which will be used to repay the Loan pursuant to Section 2.05.
Appears in 1 contract
Samples: Revolving Credit and Competitive Advance Facility Agreement (Crown Cork & Seal Co Inc)
Credit Commitments. (a) Subject to the terms and conditions hereof, each :
(i) Each Term Lender severally agrees (i) to make a loan (a “Term Loan Loan”) in Dollars to CCSC Borrower on the Effective Date in a principal an amount not exceeding its Term Commitment and (ii) to make Tranche A Revolving Loans in Dollars or one or more Alternative Committed Currencies to any of CCSC or any Subsidiary Borrower (other than a French Borrower) from time to time during the Revolving Credit Commitment Period. Subject equal to the terms portion of such Lender’s Term Loan Commitment as requested by Borrower to be made on such date and conditions hereof, each Tranche B Revolving Lender severally agrees to make Tranche B Revolving Loans in Dollars or one or more Alternative Committed Currencies to any French Borrower from time to time during accordance with the Revolving Credit Commitment Period. All Loans outstanding under the Original Credit Agreement on the Effective Date shall be deemed to constitute Tranche A Revolving Loans hereunderlimitations described in this clause (i). Amounts prepaid or repaid in respect of Term Loans may not be reborrowed. During .
(ii) Each Revolving Lender severally agrees to make loans (each a “Revolving Loan”) to Borrower in Dollars, at any time and from time to time on or after the Effective Date until the earlier of the Business Day preceding the Revolving Credit Maturity Date and the termination of the Revolving Credit Commitment Period each of such Revolving Lender in accordance with the terms hereof, in an aggregate principal amount at any time outstanding that will not result in such Lender’s Revolving Credit Exposure exceeding such Lender’s Revolving Credit Commitment. During the applicable Revolving Credit Commitment Period, Borrower may use the Revolving Credit Commitments by borrowing, prepaying the such Revolving Loans in whole or in part, and reborrowing, all in accordance with the terms and conditions hereofhereof and on a pro rata basis among all Classes of Revolving Loans as set forth in Section 2.02(a). Notwithstanding anything to the contrary contained in this Agreement, in no event may Revolving Loans be borrowed under this Article II if, after giving effect thereto (and to any concurrent repayment or prepayment of Loans), (i) the Aggregate Tranche A Total Revolving Credit Exposure would exceed the Total Tranche A Revolving Credit Commitment then in effect, (ii) the Aggregate Tranche B Revolving Credit Exposure would exceed the Total Tranche B Revolving Credit Commitment then in effect, (iii) the Tranche A Revolving Credit Exposure of any Tranche A Revolving Lender would exceed such Tranche A Revolving Lender’s Tranche A Revolving Credit Commitment, Commitment or (iviii) the Tranche B Revolving Credit Exposure of any Tranche B Revolving Lender with respect to any particular Class of Revolving Loans would exceed such Tranche B Revolving Lender’s Tranche B Revolving Credit Commitment, (v) the Assigned Dollar Value of all outstanding Alternative Committed Currency Loans denominated in Euros would exceed $1,500,000,000, (vi) the Assigned Dollar Value of all outstanding Alternative Committed Currency Loans denominated in British Pounds Sterling would exceed $1,000,000,000 or (vii) the Assigned Dollar Value of all outstanding Alternative Committed Currency Loans would exceed $1,500,000,000Commitment with respect to such Class.
(b) The Revolving Loans and Term Loans may from time to time be (i) Eurocurrency Loans denominated in Dollars or (in the case of Revolving Eurodollar Loans) an Alternative Committed Currency, (ii) ABR Loans denominated in Dollars or (iii) a combination thereof, as determined by the relevant Borrower and notified to the Administrative Agent in accordance with Sections 2.02 and 2.03; provided that no such Loan shall be made as or converted to a Eurocurrency Loan after the day that is one month prior to the Revolving Credit Maturity Date or the Term Loan Maturity Date, as applicable.
(c) Each Loan (other than a Swingline Loan) shall be made as part of a Borrowing consisting of Loans of the same Class and Type made by the Lenders ratably in accordance with their respective Commitments of the applicable Class. The failure of any Lender to make any Loan required to be made by it shall not relieve any other Lender of its obligations hereunder; provided that the Commitments of the Lenders are several and no Lender shall be responsible for any other Lender’s failure to make Loans as required.
(d) A Eurocurrency Loan may have an Interest Period of 1, 2 or 3 weeks (a “Weekly Eurocurrency Loan”); provided that, except with respect to any Loans made on the Effective Date, CCSC shall certify to the Administrative Agent that CCSC reasonably believes that such Loan, which is converted or continued pursuant to Section 2.03, or made pursuant to a Borrowing Request, will be repaid in full pursuant to Section 2.05 on or before the end of such Interest Period in connection with (i) a refinancing of the outstanding balance of such Loan other than pursuant to this Agreement or (ii) the sale of equity securities of CCSC, the proceeds of which will be used to repay the Loan pursuant to Section 2.05.
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Credit Commitments. (a) Subject to the terms and conditions hereof, (i) each Term B Lender severally agrees (i) to make a Term B Loan in Dollars to CCSC the Borrower on the Effective Date in a principal amount not exceeding its Term Commitment and B Commitment, (ii) to make Tranche A Revolving Loans in Dollars or one or more Alternative Committed Currencies to any of CCSC or any Subsidiary Borrower (other than a French Borrower) from time to time during the Revolving Credit Commitment Period. Subject to the terms and conditions hereof, each Tranche B Revolving Lender severally agrees to make Tranche B Revolving Loans in Dollars or one or more Alternative Committed Currencies to any French the Borrower from time to time during the Revolving Credit Commitment Period. All Loans outstanding under Period and (iii) each Term C Lender severally agrees to make a Term C Loan in Dollars to the Original Credit Agreement Borrower on the Second Lien Effective Date shall be deemed to constitute Tranche A Revolving Loans hereunderin a principal amount not exceeding its Term C Commitment. Amounts repaid in respect of Term Loans may not be reborrowed. During the Revolving Credit Commitment Period each the Borrower may use the Revolving Credit Commitments by borrowing, prepaying the Revolving Loans in whole or in part, and reborrowing, all in accordance with the terms and conditions hereof. Notwithstanding anything to the contrary contained in this Agreement, in no event may Revolving Loans be borrowed under this Article II if, after giving effect thereto (and to any concurrent repayment or prepayment of Loans), (i) the Aggregate Tranche A Revolving Credit Exposure would exceed the Total Tranche A Revolving Credit Commitment then in effect, effect or (ii) the Aggregate Tranche B Revolving Credit Exposure would exceed the Total Tranche B Revolving Credit Commitment then in effect, (iii) the Tranche A Revolving Credit Exposure of any Tranche A Revolving Lender would exceed such Tranche A Revolving Lender’s Tranche A Revolving Credit Commitment, (iv) the Tranche B Revolving Credit Exposure of any Tranche B Revolving Lender would exceed such Tranche B Revolving Lender’s Tranche B Revolving Credit Commitment, (v) the Assigned Dollar Value of all outstanding Alternative Committed Currency Loans denominated in Euros would exceed $1,500,000,000, (vi) the Assigned Dollar Value of all outstanding Alternative Committed Currency Loans denominated in British Pounds Sterling would exceed $1,000,000,000 or (vii) the Assigned Dollar Value of all outstanding Alternative Committed Currency Loans would exceed $1,500,000,000.
(b) The Revolving Loans, Term B Loans and Term C Loans may from time to time be (i) Eurocurrency Loans denominated in Dollars or (in the case of Revolving Loans) an Alternative Committed Currency, (ii) ABR Loans denominated in Dollars or (iii) a combination thereof, as determined by the relevant Borrower and notified to the Administrative Agent in accordance with Sections 2.02 and 2.03; provided that no such Loan shall be made as or converted to a Eurocurrency Loan after the day that is one month prior to the Revolving Credit Maturity Date Date, the Term B Loan Maturity Date, or the Term C Loan Maturity Date, as applicable.
(c) Each Loan (other than a Swingline Loan) shall be made as part of a Borrowing consisting of Loans of the same Class and Type made by the Lenders ratably in accordance with their respective Commitments of the applicable Class. The failure of any Lender to make any Loan required to be made by it shall not relieve any other Lender of its obligations hereunder; provided that the Commitments of the Lenders are several and no Lender shall be responsible for any other Lender’s failure to make Loans as required.
(d) A Eurocurrency Loan may have an Interest Period of 1, 2 or 3 weeks (a “Weekly Eurocurrency Loan”); provided that, except with respect to any Loans made on the Effective Date, CCSC shall certify to the Administrative Agent that CCSC reasonably believes that such Loan, which is converted or continued pursuant to Section 2.03, or made pursuant to a Borrowing Request, will be repaid in full pursuant to Section 2.05 on or before the end of such Interest Period in connection with (i) a refinancing of the outstanding balance of such Loan other than pursuant to this Agreement or (ii) the sale of equity securities of CCSC, the proceeds of which will be used to repay the Loan pursuant to Section 2.05.
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Credit Commitments. (a) Subject to the terms and conditions hereof, (i) each Term B-1 Lender severally agrees (i) to make a Term B-1 Loan in Dollars to CCSC the Borrower on the Amendment Effective Date in a principal amount not exceeding its Term B-1 Commitment (it being understood that Term B-1 Lenders under the Original Credit Agreement that execute and deliver the Amendment Agreement are converting their Term B Loans under the Original Credit Agreement into Term B-1 Loans hereunder) and (ii) to make Tranche A Revolving Loans in Dollars or one or more Alternative Committed Currencies to any of CCSC or any Subsidiary Borrower (other than a French Borrower) from time to time during the Revolving Credit Commitment Period. Subject to the terms and conditions hereof, each Tranche B Revolving Lender severally agrees to make Tranche B Revolving Loans in Dollars or one or more Alternative Committed Currencies to any French the Borrower from time to time during the Revolving Credit Commitment Period. All Loans outstanding under the Original Credit Agreement on the Effective Date shall be deemed to constitute Tranche A Revolving Loans hereunder. Amounts repaid or prepaid in respect of Term B-1 Loans may not be reborrowed. During the Revolving Credit Commitment Period each the Borrower may use the Revolving Credit Commitments by borrowing, prepaying the Revolving Loans in whole or in part, and reborrowing, all in accordance with the terms and conditions hereof. Notwithstanding anything to the contrary contained in this Agreement, in no event may Revolving Loans be borrowed under this Article II if, after giving effect thereto (and to any concurrent repayment or prepayment of Loans), (i) the Aggregate Tranche A Revolving Credit Exposure would exceed the Total Tranche A Revolving Credit Commitment then in effect, effect or (ii) the Aggregate Tranche B Revolving Credit Exposure would exceed the Total Tranche B Revolving Credit Commitment then in effect, (iii) the Tranche A Revolving Credit Exposure of any Tranche A Revolving Lender would exceed such Tranche A Revolving Lender’s Tranche A Revolving Credit Commitment, (iv) the Tranche B Revolving Credit Exposure of any Tranche B Revolving Lender would exceed such Tranche B Revolving Lender’s Tranche B Revolving Credit Commitment, (v) the Assigned Dollar Value of all outstanding Alternative Committed Currency Loans denominated in Euros would exceed $1,500,000,000, (vi) the Assigned Dollar Value of all outstanding Alternative Committed Currency Loans denominated in British Pounds Sterling would exceed $1,000,000,000 or (vii) the Assigned Dollar Value of all outstanding Alternative Committed Currency Loans would exceed $1,500,000,000.
(b) The Revolving Loans and Term B-1 Loans may from time to time be (i) Eurocurrency Loans denominated in Dollars or (in the case of Revolving Eurodollar Loans) an Alternative Committed Currency, (ii) ABR Loans denominated in Dollars or (iii) a combination thereof, as determined by the relevant Borrower and notified to the Administrative Agent in accordance with Sections 2.02 and 2.03; provided that no such Loan shall be made as or converted to a Eurocurrency Loan after the day that is one month prior to the Revolving Credit Maturity Date or the Term Loan Maturity Date, as applicable.
(c) Each Loan (other than a Swingline Loan) shall be made as part of a Borrowing consisting of Loans of the same Class and Type made by the Lenders ratably in accordance with their respective Commitments of the applicable Class. The failure of any Lender to make any Loan required to be made by it shall not relieve any other Lender of its obligations hereunder; provided that the Commitments of the Lenders are several and no Lender shall be responsible for any other Lender’s failure to make Loans as required.
(d) A Eurocurrency Loan may have an Interest Period of 1, 2 or 3 weeks (a “Weekly Eurocurrency Loan”); provided that, except with respect to any Loans made on the Effective Date, CCSC shall certify to the Administrative Agent that CCSC reasonably believes that such Loan, which is converted or continued pursuant to Section 2.03, or made pursuant to a Borrowing Request, will be repaid in full pursuant to Section 2.05 on or before the end of such Interest Period in connection with (i) a refinancing of the outstanding balance of such Loan other than pursuant to this Agreement or (ii) the sale of equity securities of CCSC, the proceeds of which will be used to repay the Loan pursuant to Section 2.05.
Appears in 1 contract
Samples: Credit Agreement (Spirit AeroSystems Holdings, Inc.)
Credit Commitments. (a) Subject to the terms and conditions hereof, each :
(i) Each Initial Term Lender severally agrees (i) to make a an Initial Term Loan in Dollars to CCSC the Borrowers on the Effective Date in a principal amount not exceeding its to exceed each such Initial Lender’s Initial Term Commitment and Loan Commitment.
(ii) Each Delayed Draw Term Lender severally agrees to make Tranche A a Delayed Draw Term Loan in Dollars to the Borrowers on the Delayed Draw Funding Date in a principal amount not to exceed each such Delayed Draw Lender’s Delayed Draw Term Commitment. If the Delayed Draw Term Loan Funding Date shall not have occurred on or prior to the Delayed Draw Funding Deadline, the Delayed Draw Term Loan Commitment of each Delayed Draw Lender shall terminate on the Delayed Draw Funding Deadline.
(iii) Each Revolving Lender severally agrees to make Revolving Loans in Dollars or one or more Alternative Committed Currencies to any of CCSC or any Subsidiary Borrower (other than a French Borrower) the Borrowers from time to time during the Revolving Credit Commitment Period. Subject to the terms and conditions hereof, each Tranche B Revolving Lender severally agrees to make Tranche B Revolving Loans in Dollars or one or more Alternative Committed Currencies to any French Borrower from time to time during the Revolving Credit Commitment Period. All Loans outstanding under the Original Credit Agreement on the Effective Date shall be deemed to constitute Tranche A Revolving Loans hereunder. .
(b) Amounts repaid or prepaid in respect of Term Loans may not be reborrowed. During the Revolving Credit Commitment Period each Borrower the Borrowers may use the Revolving Credit Commitments by borrowing, prepaying the Revolving Loans in whole or in part, and reborrowing, all in accordance with the terms and conditions hereof. Notwithstanding anything to the contrary contained in this Agreement, in no event may Revolving Loans be borrowed under this Article II if, after giving effect thereto (and to any concurrent repayment or prepayment of Loans), (i) the Aggregate Tranche A Revolving Credit Exposure would exceed the Total Tranche A Revolving Credit Commitment then in effect, effect or (ii) the Aggregate Tranche B Revolving Credit Exposure would exceed the Total Tranche B Revolving Credit Commitment then in effect, (iii) the Tranche A Revolving Credit Exposure of any Tranche A Revolving Lender would exceed such Tranche A Revolving Lender’s Tranche A Revolving Credit Commitment, (iv) the Tranche B Revolving Credit Exposure of any Tranche B Revolving Lender would exceed such Tranche B Revolving Lender’s Tranche B Revolving Credit Commitment, (v) the Assigned Dollar Value of all outstanding Alternative Committed Currency Loans denominated in Euros would exceed $1,500,000,000, (vi) the Assigned Dollar Value of all outstanding Alternative Committed Currency Loans denominated in British Pounds Sterling would exceed $1,000,000,000 or (vii) the Assigned Dollar Value of all outstanding Alternative Committed Currency Loans would exceed $1,500,000,000.
(bc) The Revolving Loans and the Term Loans may from time to time be (i) Eurocurrency Loans denominated in Dollars or (in the case of Revolving Eurodollar Loans) an Alternative Committed Currency, (ii) ABR Loans denominated in Dollars or (iii) a combination thereof, as determined by the relevant Borrower Representative and notified to the Administrative Agent in accordance with Sections 2.02 and 2.03; provided that no such Loan shall be made as or converted to a Eurocurrency Loan after the day that is one month prior to the Revolving Credit Maturity Date or the Term Loan Maturity Date, as applicable.
(cd) Each Loan (other than a Swingline Loan) shall be made as part of a Borrowing consisting of Loans of the same Class and Type made by the Lenders ratably in accordance with their respective Commitments of the applicable Class. The failure of any Lender to make any Loan required to be made by it shall not relieve any other Lender of its obligations hereunder; provided that the Commitments of the Lenders are several and no Lender shall be responsible for any other Lender’s failure to make Loans as required.
(d) A Eurocurrency Loan may have an Interest Period of 1, 2 or 3 weeks (a “Weekly Eurocurrency Loan”); provided that, except with respect to any Loans made on the Effective Date, CCSC shall certify to the Administrative Agent that CCSC reasonably believes that such Loan, which is converted or continued pursuant to Section 2.03, or made pursuant to a Borrowing Request, will be repaid in full pursuant to Section 2.05 on or before the end of such Interest Period in connection with (i) a refinancing of the outstanding balance of such Loan other than pursuant to this Agreement or (ii) the sale of equity securities of CCSC, the proceeds of which will be used to repay the Loan pursuant to Section 2.05.
Appears in 1 contract
Samples: Credit Agreement (Consolidated Communications Holdings, Inc.)
Credit Commitments. (a) Subject to the terms and conditions hereof, (i) each Term B Lender severally agrees (i) to make a Term B Loan in Dollars to CCSC the Additional Borrower on the Effective Date in a principal amount not exceeding its Term B Commitment and (ii) to make Tranche A Revolving Loans in Dollars or one or more Alternative Committed Currencies to any of CCSC or any Subsidiary Borrower (other than a French Borrower) from time to time during the Revolving Credit Commitment Period. Subject to the terms and conditions hereof, each Tranche B Revolving Lender severally agrees to make Tranche B Revolving Loans in Dollars or one or more Alternative Committed Currencies to any French the U.S. Borrower from time to time during the Revolving Credit Commitment Period. All Loans outstanding under the Original Credit Agreement on the Effective Date shall be deemed to constitute Tranche A Revolving Loans hereunder. Amounts repaid or prepaid in respect of Term B Loans may not be reborrowed. During the Revolving Credit Commitment Period each the U.S. Borrower may use the Revolving Credit Commitments by borrowing, prepaying the Revolving Loans in whole or in part, and reborrowing, all in accordance with the terms and conditions hereof. Notwithstanding anything to the contrary contained in this Agreement, in no event may Revolving Loans be borrowed under this Article II (x) if, after giving effect thereto (and to any concurrent repayment or prepayment of Loans), (A)
(i) the Aggregate Tranche A Revolving Credit Exposure would exceed the Total Tranche A Revolving Credit Commitment then in effect, effect or (ii) the Revolving Credit Exposure of any Revolving Lender would exceed such Revolving Lender's Revolving Credit Commitment or (B) the Aggregate Tranche B Revolving Credit Exposure would exceed $50.0 million prior to the Total Tranche B Revolving Credit Commitment then in effecttime that at least $50.0 million has been borrowed under the Seller Loan Agreement or (y) during the continuance of a Boeing Funded Capital Expenditure Shortfall Event, (iii) the Tranche A Revolving Credit Exposure of any Tranche A Revolving Lender would exceed such Tranche A Revolving Lender’s Tranche A Revolving Credit Commitment, (iv) the Tranche B Revolving Credit Exposure of any Tranche B Revolving Lender would exceed such Tranche B Revolving Lender’s Tranche B Revolving Credit Commitment, provided that this clause (v) shall only apply during the Assigned Dollar Value Seller Loan Availability Period (for purposes of this Section 2.01(a) only, the Seller Loan Availability Period shall be deemed to have ended if a borrowing notice has been given by the Additional Borrower to borrow all outstanding Alternative Committed Currency Loans denominated in Euros would exceed $1,500,000,000, (vi) available amounts as of the Assigned Dollar Value first business day of all outstanding Alternative Committed Currency Loans denominated in British Pounds Sterling would exceed $1,000,000,000 or (vii) the Assigned Dollar Value of all outstanding Alternative Committed Currency Loans would exceed $1,500,000,000then next calendar quarter).
(b) The Revolving Loans and Term B Loans may from time to time be (i) Eurocurrency Loans denominated in Dollars or (in the case of Revolving Eurodollar Loans) an Alternative Committed Currency, (ii) ABR Loans denominated in Dollars or (iii) a combination thereof, as determined by the relevant applicable Borrower and notified to the Administrative Agent in accordance with Sections 2.02 and 2.03; provided that no such Loan shall be made as or converted to a Eurocurrency Loan after the day that is one month prior to the Revolving Credit Maturity Date or the Term Loan Maturity Date, as applicable.
(c) Each Loan (other than a Swingline Loan) shall be made as part of a Borrowing consisting of Loans of the same Class and Type made by the Lenders ratably in accordance with their respective Commitments of the applicable Class. The failure of any Lender to make any Loan required to be made by it shall not relieve any other Lender of its obligations hereunder; provided that the Commitments of the Lenders are several and no Lender shall be responsible for any other Lender’s 's failure to make Loans as required.
(d) A Eurocurrency Loan may have an Interest Period of 1, 2 or 3 weeks (a “Weekly Eurocurrency Loan”); provided that, except with respect to any Loans made on the Effective Date, CCSC shall certify to the Administrative Agent that CCSC reasonably believes that such Loan, which is converted or continued pursuant to Section 2.03, or made pursuant to a Borrowing Request, will be repaid in full pursuant to Section 2.05 on or before the end of such Interest Period in connection with (i) a refinancing of the outstanding balance of such Loan other than pursuant to this Agreement or (ii) the sale of equity securities of CCSC, the proceeds of which will be used to repay the Loan pursuant to Section 2.05.
Appears in 1 contract
Samples: Credit Agreement (Spirit AeroSystems Holdings, Inc.)
Credit Commitments. (a) Subject to the terms and conditions hereofset forth herein, including Section 2.1(b) and Section 2.1(c) below, each Lender severally agrees (i1) to make a Term Loan in Dollars to CCSC on the Effective Date in a principal amount not exceeding its Term Commitment and (ii) to make Tranche A Revolving Loans in Dollars or one or more Alternative Committed Currencies to any of CCSC or any Subsidiary Borrower (other than a French Borrower) from time to time during the Revolving Credit Commitment Period. Subject to the terms and conditions hereof, each Tranche B Revolving Lender severally agrees to make Tranche B revolving credit loans (each, a “Revolving Loans in Dollars or one or more Alternative Committed Currencies Credit Loan”) to any French the Borrower from time to time during the Availability Period in U.S. Dollars in an aggregate principal amount at any one time outstanding that will not result in (i) such Lender’s Revolving Credit Exposure exceeding such Xxxxxx’s Revolving Credit Commitment or (ii) the Total Revolving Credit Exposure exceeding the Total Revolving Credit Commitments and (2) XXXX Xxxxxx severally agrees to make a LILO Loan in U.S. Dollars to the Borrower during the LILO Availability Period in an aggregate principal amount not to exceed such LILO Lender’s LILO Commitments. Within the foregoing limits and subject to the terms and conditions set forth herein, the Borrower may (1) borrow, repay, prepay and reborrow Revolving Credit Loans during the Availability Period and (2) (i) borrow LILO Loans during the LILO Availability Period, (ii) repay and prepay LILO Loans solely to the extent no Revolving Credit Loans are outstanding at the time and (iii) reborrow LILO Loans during any LILO Availability Period.
(b) Notwithstanding anything herein to the contrary, subject to Section 2.1(c), Revolving Credit Loans and LILO Loans shall not be made (and shall not be required to be made) by any Lender in any instance where the incurrence thereof (after giving effect to the use of the proceeds thereof on the date of the incurrence thereof to repay any amounts theretofore outstanding pursuant to this Agreement) would cause the Total Credit Exposure to exceed the Line Cap at such time.
(c) In the event that (i) the Borrower is unable to comply with the limitation set forth in Section 2.1(b) or (ii) the Borrower is unable to satisfy the conditions precedent to the making of Revolving Credit Loans set forth in Section 4.2, in either case, the Lenders, subject to the immediately succeeding proviso, hereby authorize the Administrative Agent, for the account of the applicable Lenders, to make Revolving Credit Loans to the Borrower, in either case solely in the event that either Collateral Management Agent in its Permitted Discretion deems the making of such Loans necessary or desirable (A) to preserve or protect the Collateral, or any portion thereof, (B) to enhance the likelihood of repayment of the Obligations or (C) to pay any other amount chargeable to the Borrower pursuant to the terms of this Agreement, including expenses and fees, which Revolving Credit Loans may only be made as Base Rate Loans (each, an “Agent Advance”) for a period commencing on the date the Administrative Agent first receives a Borrowing Request requesting an Agent Advance or otherwise makes an Agent Advance until the earlier of (x) the date the Borrower is again able to comply with the Borrowing Base limitations and the conditions precedent to the making of Revolving Credit Loans, or obtain an amendment or waiver with respect thereto, (y) the date that is thirty (30) days after the funding of the initial Agent Advances and (z) the date the Required Revolving Lenders instruct the Administrative Agent to cease making Agent Advances (in each case, the “Agent Advance Period”); provided that the Administrative Agent shall not make any Agent Advance to the extent that at the time of the making of such Agent Advance, the amount of such Agent Advance (I) when added to the aggregate outstanding amount of all other Agent Advances made to the Borrower at such time, would exceed 5.0% of the Borrowing Base at such time or (II) when added to the Total Revolving Credit Exposure as then in effect (immediately prior to the incurrence of such Agent Advance), would exceed the Total Revolving Credit Commitments at such time. Agent Advances may be made by the Administrative Agent in its sole discretion and the Borrower shall have no right whatsoever to require that any Agent Advances be made. All Agent Advances and any Mandatory Borrowing resulting therefrom shall be allocated to (and deemed to constitute a Loan under) (A) to the extent Excess Revolving Credit Availability is greater than zero, the Revolving Credit Facility and (B) to the extent Excess Revolving Credit Availability is less than or equal to zero, the LILO Credit Facility. No funding or sufferance of an Agent Advance or a Mandatory Borrowing shall constitute a waiver by the Administrative Agent or the Lenders of any Event of Default otherwise existing. For the avoidance of doubt, an Agent Advance or Mandatory Borrowing shall not cause an Event of Default.
(d) On any Business Day (but in any event no less frequently than once per week), the Administrative Agent may, in its sole discretion give notice to the Lenders that the Administrative Agent’s outstanding Agent Advances shall be funded with one or more Borrowings of Revolving Credit Loans outstanding under the Original Credit Agreement on the Effective Date (provided that such notice shall be deemed to constitute Tranche A Revolving Loans hereunder. Amounts repaid have been automatically given upon the occurrence of an Event of Default under Section 7.1(f) or upon the exercise of any of the remedies provided in respect the last paragraph of Term Loans may not be reborrowed. During the Section 7.1), in which case one or more Borrowings of Revolving Credit Commitment Period Loans constituting Base Rate Loans (each Borrower may use such Borrowing, a “Mandatory Borrowing”) shall be made on the immediately succeeding Business Day by all applicable Lenders pro rata based on each such Lender’s Applicable Lender Percentage (determined before giving effect to any termination of the Revolving Credit Commitments by borrowing, prepaying the Revolving Loans in whole or in part, and reborrowing, all in accordance with the terms and conditions hereof. Notwithstanding anything pursuant to the contrary contained last paragraph of Section 7.1) and the proceeds thereof shall be applied directly by the Administrative Agent to repay the Administrative Agent for such outstanding Agent Advances. Each Lender hereby irrevocably agrees to make Revolving Credit Loans upon one (1) Business Day’s notice pursuant to each Mandatory Borrowing in this Agreement, the amount and in no event may Revolving Loans be borrowed under this Article II if, after giving effect thereto (the manner specified in the preceding sentence and to any concurrent repayment or prepayment of Loans), on the date specified in writing by the Administrative Agent notwithstanding (i) the Aggregate Tranche A Revolving Credit Exposure would exceed amount of the Total Tranche A Revolving Credit Commitment then in effectMandatory Borrowing may not comply with the minimum Borrowing amounts otherwise required hereunder, (ii) the Aggregate Tranche B Revolving Credit Exposure would exceed the Total Tranche B Revolving Credit Commitment whether any conditions specified in Section 4.2 are then in effectsatisfied, (iii) the Tranche A Revolving Credit Exposure whether a Default or an Event of any Tranche A Revolving Lender would exceed such Tranche A Revolving Lender’s Tranche A Revolving Credit CommitmentDefault then exists, (iv) the Tranche B Revolving Credit Exposure date of any Tranche B Revolving Lender would exceed such Tranche B Revolving Lender’s Tranche B Revolving Credit CommitmentMandatory Borrowing, (v) the Assigned Dollar Value amount of all outstanding Alternative Committed Currency Loans denominated in Euros would exceed $1,500,000,000, the Borrowing Base at such time and (vi) whether such Xxxxxx’s Revolving Credit Commitment has been terminated at such time. In the Assigned Dollar Value of all outstanding Alternative Committed Currency Loans denominated in British Pounds Sterling would exceed $1,000,000,000 or event that any Mandatory Borrowing cannot for any reason be made on the date otherwise required above (vii) the Assigned Dollar Value of all outstanding Alternative Committed Currency Loans would exceed $1,500,000,000.
(b) The Revolving Loans and Term Loans may from time to time be (i) Eurocurrency Loans denominated in Dollars or (in the case of Revolving Loans) an Alternative Committed Currency, (ii) ABR Loans denominated in Dollars or (iii) a combination thereofincluding, as determined by a result of the relevant commencement of a proceeding under any Debtor Relief Law with respect to the Borrower), then each Lender hereby agrees that it shall forthwith purchase (as of the date the Mandatory Borrowing would otherwise have occurred, but adjusted for any payments received from the Borrower on or after such date and notified prior to such purchase) from the Administrative Agent such participations in accordance with Sections 2.02 and 2.03the outstanding Agent Advances as shall be necessary to cause the applicable Lenders to share in such Agent Advances ratably based upon their respective Revolving Credit Commitments (determined before giving effect to any termination of the Revolving Credit Commitments pursuant to the last paragraph of Section 7.1); provided that no such Loan (x) all interest payable on the Agent Advances shall be made as or converted to a Eurocurrency Loan after for the day that is one month prior to the Revolving Credit Maturity Date or the Term Loan Maturity Date, as applicable.
(c) Each Loan (other than a Swingline Loan) shall be made as part of a Borrowing consisting of Loans account of the same Class and Type made by Administrative Agent until the Lenders ratably in accordance with their date as of which the respective Commitments of the applicable Class. The failure of any Lender to make any Loan participation is required to be purchased and, to the extent attributable to the purchased participation, shall be payable to the participant from and after the time any purchase of participations is actually made by it shall not relieve and (y) at the time any other Lender purchase of its obligations hereunder; provided that participations pursuant to this sentence is actually made, the Commitments of the Lenders are several and no purchasing Lender shall be responsible for any other Lender’s failure required to make Loans as required.
(d) A Eurocurrency Loan may have an Interest Period of 1, 2 or 3 weeks (a “Weekly Eurocurrency Loan”); provided that, except with respect to any Loans made on the Effective Date, CCSC shall certify to pay the Administrative Agent that CCSC reasonably believes that such Loan, which is converted or continued pursuant to Section 2.03, or made pursuant to a Borrowing Request, will be repaid in full pursuant to Section 2.05 interest on or before the end of such Interest Period in connection with (i) a refinancing principal amount of the outstanding balance participation purchased for each day from and including the day upon which the Mandatory Borrowing would otherwise have occurred to but excluding the date of payment for such Loan other than pursuant participation, at the overnight Federal Funds Effective Rate for the first three (3) days and at the interest rate otherwise applicable to this Agreement or (ii) the sale of equity securities of CCSC, the proceeds of which will be used to repay the Loan pursuant to Section 2.05Revolving Credit Loans maintained as Base Rate Loans hereunder for each day thereafter.
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Credit Commitments. (a) Subject to the terms and conditions hereof, (i) each Term C Lender severally agrees (i) to make (in the manner specified in Section 1.04) a Term C Loan in Dollars to CCSC each Borrower on the Restatement Effective Date in a principal amount not exceeding its to exceed each such Lender's Term C Commitment Percentage of each Borrower's Term C Sublimit; and (ii) to make Tranche A Revolving Loans in Dollars or one or more Alternative Committed Currencies to any of CCSC or any Subsidiary Borrower (other than a French Borrower) from time to time during the Revolving Credit Commitment Period. Subject to the terms and conditions hereof, each Tranche B Revolving Lender severally agrees to make Tranche B Revolving Loans in Dollars or one or more Alternative Committed Currencies to any French either Borrower from time to time during the Revolving Credit Commitment Period. All Loans outstanding under the Original Credit Agreement on the Effective Date shall be deemed to constitute Tranche A Revolving Loans hereunder. Amounts repaid or prepaid in respect of Term C Loans may not be reborrowed. During the Revolving Credit Commitment Period each either Borrower may use the Revolving Credit Commitments by borrowing, prepaying the Revolving Loans in whole or in part, and reborrowing, all in accordance with the terms and conditions hereof. Notwithstanding anything to the contrary contained in this Agreement, in no event may Revolving Loans be borrowed under this Article II if, after giving effect thereto (and to any concurrent repayment or prepayment of Loans), (i) the Aggregate Tranche A Revolving Credit Exposure would exceed the Total Tranche A Revolving Credit Commitment then in effect, effect or (ii) the Aggregate Tranche B Revolving Credit Exposure would exceed the Total Tranche B Revolving Credit Commitment then in effect, (iii) the Tranche A Revolving Credit Exposure of any Tranche A Revolving Lender would exceed such Tranche A Revolving Lender’s Tranche A 's Revolving Credit Commitment, (iv) the Tranche B Revolving Credit Exposure of any Tranche B Revolving Lender would exceed such Tranche B Revolving Lender’s Tranche B Revolving Credit Commitment, (v) the Assigned Dollar Value of all outstanding Alternative Committed Currency Loans denominated in Euros would exceed $1,500,000,000, (vi) the Assigned Dollar Value of all outstanding Alternative Committed Currency Loans denominated in British Pounds Sterling would exceed $1,000,000,000 or (vii) the Assigned Dollar Value of all outstanding Alternative Committed Currency Loans would exceed $1,500,000,000.
(b) The Revolving Loans and the Term C Loans may from time to time be (i) Eurocurrency Loans denominated in Dollars or (in the case of Revolving Eurodollar Loans) an Alternative Committed Currency, (ii) ABR Loans denominated in Dollars or (iii) a combination thereof, as determined by the relevant Borrower and notified to the Administrative Agent in accordance with Sections 2.02 and 2.03; provided that no such Loan shall be made as or converted to a Eurocurrency Loan after the day that is one month prior to the Revolving Credit Maturity Date or the Term Loan Maturity Date, as applicable.
(c) Each Loan (other than a Swingline Loan) shall be made as part of a Borrowing consisting of Loans of the same Class and Type made by the Lenders ratably in accordance with their respective Commitments of the applicable Class. The failure of any Lender to make any Loan required to be made by it shall not relieve any other Lender of its obligations hereunder; provided that the Commitments Commit- ments of the Lenders are several and no Lender shall be responsible for any other Lender’s 's failure to make Loans as required.
(d) A Eurocurrency Notwithstanding anything in this Agreement to the contrary, the Loans of each Class to each Borrower shall be held at all times in identical ratios by each Lender of the applicable Class. The Borrowers and each Lender hereby agree that notwithstanding any other provision of this Agreement (including without limitation, Section 2.05(e)), if the application of any provision of this Agreement would otherwise result in the ratio of outstanding Loans to a Borrower of any Class to the total outstanding amount of Loans to both Borrowers of such Class (any such ratio, a "Loan may Ratio") being higher or lower for any Lender of the applicable Class than the corresponding Loan Ratio for each other Lender of such Class, the Loans of such Class shall, without any action or consent by any Lender or any Borrower, be automatically reallocated among the Lenders of such Class at the time as the event which would have an Interest Period caused the Loan Ratios of 1any Lenders of the same Class to be different, 2 or 3 weeks (a “Weekly Eurocurrency Loan”); provided such that, except after giving effect to such reallocation, each Lender of such Class shall have identical Loan Ratios for the applicable Class of Loans. For the avoidance of doubt, no reallocation pursuant to this Section 2.01(d) shall be construed as a payment or borrowing with respect to any Loans made on subject to such reallocation. Absent manifest error, the Effective Date, CCSC shall certify to determination of the Administrative Agent that CCSC reasonably believes that with respect to any such Loan, which reallocation shall be binding on each Loan Party and each Lender. The following is converted or continued pursuant to Section 2.03, or made pursuant to a Borrowing Request, will be repaid in full pursuant to Section 2.05 on or before non-exclusive example of the end intended application of such Interest Period in connection with the foregoing provision:
(i) a refinancing Immediately prior to the CCI Borrower being required to prepay $15.0 million aggregate principal amount of principal of its Term A Loans and Term C Loans with Net Proceeds from an Asset Sale, the aggregate principal amount of Term A Loans outstanding balance is $75.0 million. At the same time, there is $150.0 million aggregate principal amount of such Loan other than pursuant Term C Loans outstanding, consisting of $100 million of Term C Loans to this Agreement or the TXU Borrower and $50 million of Term C Loans to the CCI Borrower. The Class of Term C Lenders consists of two Lenders each of which holds $75.0 million aggregate principal amount of Term C Loans, consisting of $50 million of Term C Loans to the TXU Borrower and $25.0 million of Term C Loans to the CCI Borrower.
(ii) In accordance with Section 2.05(e), one of the sale Term C Lenders (the "Declining Term C Lender") declines to accept the $5.0 million prepayment amount from such $15.0 million prepayment that would have otherwise been applied to reduce remaining installments of equity securities principal on its Term C Loans to the CCI Borrower while the other Term C Lender (the "Accepting Term C Lender") elects to have the $5.0 million prepayment applied to reduce remaining installments of CCSCprincipal on its Term C Loans to the CCI Borrower.
(iii) Absent the application of this Section 2.01(d), following such prepayment, the proceeds Declining Term C Lender would hold $50.0 million of which Term C Loans to the TXU Borrower and $25.0 million of Term C Loans to the CCI Borrower and the Accepting Term C Lender would hold $50.0 million of Term C Loans to the TXU Borrower and $20.0 million of Term C Loans to the CCI Borrower.
(iv) However, as a result of the application of this Section 2.01(d), the Loan Ratios of the Declining Term C Lender and the Accepting Term C Lender will be used to repay equal, with the Loan pursuant to Section 2.05Declining Term C Lender holding approximately $51,724,137.93 of Term C Loans of the TXU Borrower and $23,275,862.07 of Term C Loans of the CCI Borrower and the Accepting Term C Lender holding approximately $48,275,862.07 of Term C Loans of the TXU Borrower and $21,724,137.93 of Term C Loans of the CCI Borrower.
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Samples: Credit Agreement (Consolidated Communications Texas Holdings, Inc.)